March 22, 2017
By Alex Keown, BioSpace.com Breaking News Staff
WALTHAM, Mass. – Although Cerulean Pharma Inc. is being sold off piecemeal, including a reverse merger with Dare BioSciences, some of the executives will snag a nice parting cash bonus provided they stay on with the company through the completion of the deal, according to a filing with the U.S. Securities and Exchange Commission.
According to the filing, the bonus the executive team members will receive “will equal 3.5 percent of the valuation attributed to the company… as defined in each executive’s employment agreement with the company, and pursuant to which each Executive will be eligible to receive a cash retention bonus…” provided the executives remain employed with the new company at the time the merger is finalized. Cerulean executives set to receive bonuses are Christopher D. T. Guiffre, president and chief executive officer, Gregg Beloff, interim chief financial officer, Adrian Senderowicz, chief medical officer and Alejandra Carvajal, the company’s general counsel, according to the filing. The board will determine the final bonus amount upon completion of the merger. However, as it stands to date, John Carroll of Endpoints said the bonuses will roughly be $125,525 for Guiffre, $51,276 for Beloff, $104,732 for Senderowicz and $78,573 for Carvajal. Once the bonuses are paid out, providing the employees remain with the company, they are expected to be looking for work when the merger is completed.
The deal with privately-held Dare was announced on Monday. The terms of that deal were not disclosed. However, that wasn’t the only deal that Cerulean announced on Monday. In addition to the reverse merger with Dare, Cerulean sold its clinical product candidates, CRLX101 and CRLX301, to BlueLink Pharmaceuticals for $1.5 million. CRLX101 is a nanoparticle-drug conjugate (NDC) designed to concentrate in tumors and slowly release its anti-cancer payload, camptothecin, inside tumor cells. The experimental drug is a topoisomerase inhibitor. In August 2016, Cerulean announced CRLX101 in combination with Genentech ’s Avastin failed to show a statistical significance in progression free survival when compared to standard care agents in a Phase II renal carcinoma trial.
In a separate deal, the company sold all rights to Cerulean’s Dynamic Tumor Targeting Platform for $6 million to Novartis. Cerulean and Novartis had already been collaborating, but the deal will send that to Novartis .
Not only did Cerulean sell itself and its assets, the company said it was terminating 11 employees, more than half of its staff. This round of terminations follows an August 2016 layoff of 48 percent of its workforce that was part of an effort to reduce operating expenses as the company refocuses its clinical strategies. Those layoffs were announced after the failure of CRLX101.
Shares of Cerulean are down more than 3 percent this morning, trading at $1.18.
